Breathless
by Scarlette Symphony
Summary: Music is universal and Orihime attempts to sing her true feelings to Ichigo. Little does she know, what she sings for the one she loves, theres another that feels the same way for her. He loves her, but doesnt have the courage to tell her. IshidaxHime


**Disclaimer**: I do not own Bleach or its characters, proper credit is due to Kubo. Nor do I own the lyrics used in this fan fiction, proper credit due to Cascada. **PLEASE, PLEASE READ AUTHOR NOTES.**

**Author's Notes:** I REALLY should be working on my next installment for Midnight, but since hearing this song Ive had the idea for this story running around my head non stop and the only way to shoot the plot bunny down is to actually write.

Anyway, its just a short one shot (with no lemon or lime for once! I know, listen to those gasps!) about what I like to call the IchixHimexUryu triangle. Now, lets all be serious, there really ISNT an official love triangle, but there's enough support for a lot of the one sided love feelings that these characters have for each other. Its obvious Hime loves Ichigo, and in personal opinion, I really think Uryu harbors affection for our clueless heroine. Theres several occasions where Uryu notices how much Orihime feels for Ichigo, but never says anything, and even though quite small there are times where Uryu reaches out and thinks about Orihime in his own way/mind. Personally, Im real big UryuxHime fan! So I REALLY wanted to this fan fiction.

I tried something quite different with this story though, usually when authors do a song fic the lyrics portray the events in the story or the main character's feelings, but I tweaked it. In this story you'll find the gang at a karaoke parlor and Orihime decides on a song that reflects HER feelings for Ichigo, but things aren't told in HER perspective. You'll get all the inner thoughts and emotions of Uryu instead as he watches and listens to Orihime sing, he'll explain what HE sees between Ichigo and Orihime and how HE feels about Orihime. Something a bit different, and I hope my readers will be able to graps the concept and it pays off well.

The time frame for this piece was kind of tricky. Since I have my "timeless" rule about my stories, it was hard to think of a time in the true story Kubo wrote where my fan fiction piece would fit nicely, and not interfere with the plot afterwards. Basically, I want my fiction to place perfectly in the timeline Kubo wrote, and flow without having a major effect on the events that are suppose officially happen later. The story takes place before Ichigo does his Hallow training, after Orihime has broken down about being "useless," and how jealous she is of Rukia.

Ive ranted enough! Thank you for reading the AN! Now, read and review, but most importantly ENJOY!

_-Scarlette._

* * *

The mood had been damp and gloomy with the group of friends and Death Gods. The introduction f stronger, more powerful Hollows was a shocking, terrifying revelation.

Orihime slid her eyes towards Ichigo, it seemed like he was in a trance, a blank stare conviently focused on the blackboard, the teacher would never know he was mentally checked out. Subconciously, she travelled her own gaze onto Rukia. The female Death God was looking better, thanks to Orihime's quick acting healing, but she too had a distracted look on her face. Orihime knew a thousand thoughts were racing around Rukia's mind, how to inform Soul Society of what happened, how to handle the situation, but most importantly how to keep Ichigo in check. Orihime's heart panged with a sudden sharp pain of sadness, she knew she couldn't do such a thing for Ichigo, she couldn't ease his mental state, make him feel better about what happened…It didn't matter how many time she told Ichigo that her injuries weren't his fault, he only kept blaming himself. It didn't matter what _she_ did, Orihime knew that she would never be able to help Ichigo on the kind of level that Rukia was able to.

CLANG! CLANG! CLANG!

The sudden noise of the lunch bell nearly made Orihime jump out of her seat. She looked at the clock: 12:30. Had that much time already pass? She could have sworn she just sat down only a few minutes ago for morning lessons, but now it was already into the afternoon. Exatly how long was she lost in her thoughts?

"Hey Hime," There was a light punch on her shoulder. Tatsuki smiled down at her friend, "wanna have lunch together?"

Orihime smiled, "Yeah, sure!" Maybe spending time with somebody who wasn't entirely aware of the situation would make her feel better. It would take her away from all her problems for a temporary time .

The two sat in the court yard under the large oak tree, silently Orihime unpacked her lunch and half heartdly poked at it with her chop sticks.

"You know, when you show no enthusiasm for your lunch, I kinda worry." Tatsuki opened her juice and took a slurp, eyeing her best friend. "I mean, when you don't eat like you usually do, I know something is wrong."

Orihime gave a weak laugh and proceeded to shove a large portion of her meal into her mouth. "I've no idea what youre talking about Tatsuki-chan! Im doing just fine!!" She said, pieces of rice flying out her mouth. Orihime was trying to put on her best front for her friend, the last thing she wanted to do was spread her depression onto others that she loved. If she acted normal, at least Tatsuki could feel better.

"Hime, quit fooling around." The short haired girl said solemnly. "I know something is wrong. What is it?"

"Its nothing!" Orhime said cheerfully. She began to push more food past her teeth, forcing it down.

"Stop it already!" Tatsuki had slapped away Orihime's bento box away from her hands, the rations spilling onto the grass. The usually calm and collected Tatsuki had lost her patience and reacted violently. Orihime swallowed what remained in her mouth, her eyes meeting with her friends. "Whats wrong? Don't act like there isn't anything upsetting you! I can tell that there is, its written ALL over your face! Its as if your brother died all over again."

Orihime sat silently for a moment. She knew Tatsuki meant well, but digging into the problem only burdened Orihime more. She said nothing.

"Orihime…" Tatsuki took a deep sigh. "What that dumbass Strawberry head say to you?"

"N-nothing!" Orihime stammered quickly. "He did nothing!"

A silence hung in the air. Even though Orihime would never admit to it, they both knew that Ichigo was the source of the issue.

"Can we just leave it alone Tatsuki-chan? I really don't want to talk about it, or even think about it…Please?" Orihime begged, she was fighting back her tears.

Tatsuki sighed, and wrapped an arm around Orihime's shoulders. Rarely did Orihime ask Tatsuki to "drop it," and when Orihime didn't want to talk about, she wasn't ready to. In her own time Orihime would come to Tatsuki and explain what was going on, how she was feeling. Right now, wasn't that time. All Tatsuki knew was that she wanted her dearest friend to feel better. "You know what we should do?" Tatsuki asked.

Orihime didn't give a response.

"We should go karaoke! I know its one of your favorite things to do, and I mean making fools out of ourselves is seriously the best medicine to cure any depression you may got!" Orihime still said nothing, but a faint smile played on her lips. The promise of karaoke lightened her heart just a bit. "We'll invite everyone else too, I mean, is depression the new flu or something? I swear just about everyone in class looks like their cat died this morning."

"Tatsuki! That isn't very nice!' Orihime cried out, but a bigger grind had been painted on her face.

"Yeah, but its true." Tatsuki laughed. "Don't you think Four Eyes? Karaoke sounds good, right? We'll get the usual gang together. Hell, why don't we invite those new transfer students too? We all seem to be buddy buddy."

Orihime looked at Tatsuki with confusion, who was she calling Four Eyes? She didn't wear glasses…

But a second later, slidding from the other side of the tree, Ishida Uryu appeared. "Well, I suppose it wouldn't harm to go out and do karaoke. I don't recall the last time I went."

"Whaaaaaaat? You sing?!" Tatsuki claimed in shock and disbelief.

"Rather well," Ishida said smugly. "Ill prove it to you after school."

"Yeah, yeah! Put your money where your mouth is!"

"Gladly." He replied cooly.

And suddenly, the heavy weight around Orihime seemed to lightened just a bit, and she laughed. Tatsuki smiled, packed her lunch away, "Right, Ill go invite everyone. Drag them if I have to. See you guys in class."

Watching Tatsuki walk into the school building the two were quiet for a minutes.

"Thanks for coming out to check up on me Ishida-kun." Orihime said, looking at the Quincy in the eyes. She smiled as best as she could.

"Don't force yourself around me Inoue. But I do ask that you feel better," Ishida returned her gaze, a rare encouraging smile on his face, "Things just don't feel right when you're so down."

"Thank you." She replied, and she meant it, the thanks coming from the very depths of her huge heart.

* * *

It was a site to see a group of ten high school students climb on and off the train together, all at first somber, but as time progressed they became rowdy.

"You're such an idiot!" Tatsuki yelled out. She had firmly punched Keigo in the chest. The poor wispy male was shot clear across the train platform. "Quit hitting on Matsumoto-san! She's not interested!"

The undercover Death Gods let their mouth's drop. Was Tatsuki a regular girl? No spiritual power of any kind? They stared at her. Seriously? Normal?

"Is she hiding any kind of power?" Renji whispered into Ichigo's ear. "I mean, you humans are surprising us every time with the amount of spiritual power you all have. Lets be honest, what she just did, with her FIST alone, was pretty monsterous."

Ichigo laughed. "Tatsuki is just a beast." He replied.

"I find that rather hard to believe…" Histugaya Toshirou chimed in.

The pack of students trickled out of the train platform and up the stairs to the surface street, they held colorful conversations with each other, the occasional loud laugh was heard, and the often punch thrown. They stumbled to the front of the karaoke store, "A room for two hours!" one of them cried out, "and big enough to hold all of us!"

The woman at the front counter only smiled, familiar with large groups of friends swamping her desk, she guided them to a room towards the pack, pointing out the menus and briefly instructed them on how to use the karaoke machine.

"Exactly, how does this work?" Hitsugaya asked, all seriousness in his voice. The other Death Gods were all curious as to how this "karaoke" was performed. All they knew that it was a recreational activity.

"Um, well." Keigo was thrown off for a moment. "You know, you sing." He was met with blank expressions from the transfer Death Gods. He looked desperately to his human comrades, there was no avail there. Tatsuki was mad with him, death still in her eyes, Ichigo and Ishida weren't exactly karaoke go-er, and just looking at Orihime he knew it would take a song or two before she came out of her shell. "Aw, damn." He signed. "Alright, best way to explain it to you, is to show you." Flipping through the book of songs, Keigo plugged his song into the machine and began to serenade his crowd.

The drinks spilled in, the food seemed like it was endless, and music filled the room. All the tesne muscles loosened up, the frowns became boundless smiles, and words became laughs.

"Okay, okay!" Tatsuki said over the sea of voices. "Orihime hasn't gone yet!"

"Oh no!" Orihime laughed nervously. "I couldn't!"

"You have to!" Matsumoto said joyfully, she had taken liking to this activity called karaoke. "We all did! Your turn now!"

The microphone was crammed into Orihime's hand, and she giggled and looked through the song book. She froze for a moment, all the happiness seemed to be sucked out of her for a split second, but she smiled again, facing her friends. The rythem of the song pounded through the walls of the room, the screen behind her flashed with colors and the words began to scroll for her to sing along with. But she didn't need the words, she had memorized the song. Every lyric, every melody, she knew them all, they were etched into her heart.

The tempo was upbeat and deceptive, but looking at the solemness on Orihime's face Ishida knew that there was some deeper meaning to what she was about to sing. Every fiber of his being was focused on her, what was she going to say?

_Uptown another endless night, _

_Hearts break in early morning light (yeah) _

_I take my time_

Orihime's voice was at first very small and meek, as if almost embrassed not to sing, but to convey her emotions. Ishida looked at her instensly. Keep going Orihime, he said in his head, tell us what you want. She continued on, her voice still small but sorrowfully sweet.

_Downtown alone some boy __at home _

_Don't know what's really going on (yeah)_

Ishida followed Orihime's gaze as she sang the lyric, it rested on Ichigo for an instant. Of course, if there was something that was bothering Orihime it would be about Ichigo, she would be sending her secret message to him. Ishida's heart panged with jealously for a few beats.

_I take my time _

_But underneath it all _

_I know it feels so right_

_I feel I'm going crazy but I won't cry tonight_

The music began to pick up speed, everyone could feel it in their body the chorus coming along, and they could feed off of Orihime's energy, now picking up dangerously fast as she sang every syllable closer to the main message of her song. Ishida knew she was done crying, that it took every ounce of strength that she had to muster all of her courage and say what she had buried deep in her heart. He wanted her to belt it out, to make herself heard, but at the same time he was afraid to hear it. He knew what words she wanted to say, and they weren't for him.

_Don't turn away _

_I need to say: you are the one who leaves me breathless_

_Don't run away, I wanna stay _

_As long as I can be with you _

Ishida felt the hair on the back of neck rise, he had no idea how well Orihime sang. Her voice carried powerfully in the small room they were given, it was almost as if the small voice she earlier sung with no longer existed. She held the notes perfectly, she sang with such emotion…she sang from the heart, and sang what she felt. It made the song all the more entrancing. He looked at Ichigo, he too looked at Orihime in shock, but Ishida knew that the damn fool was only shocked because of how well Orihime sang – all of them were- it seemed like Ishida was the only one that actually understood the message Orihime was singing to all of them, who she was directing her feelings too. He only yearned that this songstress only sang for him.

_Now I know I never meant to break your promise _

_I never meant to say goodbye _

_Don't turn away I wanna stay _

_As long as I can be with you_

His eyes laid on Orihime in wonder, watched her graceful lips move to every sound of each word she sang. Her voice was enchanting; her body seemed to sway with the music like a hypnotizer's pocket watch educing you into a deep trance. What promise had she ever made to Ichigo, Ishida wondered, but he soon came to conclusion knowing that it was promise that Orihime made to herself for Ichigo. He smiled, slightly, still looking at the singing princess. That was so like her, to make a promise only she was aware of, and hold onto that promise. It was only natural she would feel guilty if she broke it, unfortunately no one knew of the promises she made, no one would understand the pain she was feeling. But Ishida wanted to understand, he wanted to be that support system for her.

Ishida could hear the begging in her sing-song voice, looking for forgiveness for breaking her unknown promises. Begging the dimwitted man she loved to _look_ at her. All she wanted was a glance thrown her way, and that was more than enough for her to stay and be content. Little did Orihime know, as she was looking at Ichigo, the thoughtful and loving eyes she wanted were always on her, like they were now. For a split second Orihime's and Ishida's eyes met, and though she first tore her gaze away she could feel's Ishida's still on her. His eyes, we're always watching.

_If I can start it all again _

_I know you're more than just a friend (yeah)_

_I turn back time_

If Orihime could she would have told Ichigo exactly how much she loved him before the introduction of Rukia. If she had the power to turn back time, if she was able to reject her mistakes of loving for too long and confessing too late…maybe she would have the man she looked after for so long. Ishida knew that even before Ichigo's sudden promotion to Death God, even before his great birth of power, Orihime was desperately in love with an ordinary boy. And like Orihime, if he, the last Quincy on the face of the Earth, could turn back time to change the tides of emotions in his favor…He would have.

_But underneath it all _

_I know it feels so right_

_I feel I'm going crazy but I won't cry tonight_

Ishida desperately wanted to change her mind of this, that emotional rollercoaster she was going through for Ichigo wasn't necessary…that he was able to do everything that she wanted out of a man. That Ichigo wasn't the right but in fact the wrong. Orihime no longer had to try to convince herself not to cry every night, or that she was crazy, if she only saw Ishida in a new light. He was the right, the feeling that she had been dealing with for so long.

_Don't turn away _

_I need to say: you are the one who leaves me breathless_

_Don't run away, I wanna stay _

_As long as I can be with you _

The more she sang, the more his heart swelled. The more pain he felt. He could hear Orihime sing her emotion, her mouth opening wide, her lungs inhaling the air required to deal the next earth shattering vocal. If only he could do the same, if he could only say what he wanted to say to her. If for one second she would turn HIS way, look at him, and stop her running towards Ichigo…If for one second, he could just leave HER breathless.

Now _I know I never meant to break your promise _

_I never meant to say goodbye _

_Don't turn away I wanna stay _

_As long as I can be with you_

He understood the pain that she was feeling, everything that she was guilty of, everything she regretted not doing or saying…he understood, knew it all too well, because he too had the same faults as her. He broke his silent promises to support her, help her be happy, reach her happiness. Ishida made the selfish move to put his happiness before hers, because his happiness was her. He was grew weary of looking at her back as she seemed to be in a never ending run after the emotionally distant hero, Ishida wanted her to say with him.

_Don't turn away _

_I need to say: you are the one who leaves me breathless_

_Don't run away, I wanna stay _

_As long as I can be with you _

"Orihime, I love you." Is what Ishida wanted to scream from the top of his lungs, to match the volume that Orihime was singing at now. She was at the peak of her feelings, bellowing every lyric to its fullest extent, sending each vocal cord into over drive. The louder she sang, the more she hoped the clearer her message was. Ishida's heart pounded in his rib cage, if ever wanted Ichigo to be dense, now would be the time. As cruel as it was, he hoped the message would never get through.

_Come take my hand, let's break away _

_Don't stop_

_Don't be afraid cause I know we'll be forever_

If only Orihime would take my hand instead, Ishida said to himself. Everything she sang for Ichigo was everything that he wanted for himself and her. He wanted her to take his hand, to never look back, second guess, or be afraid of being with him, just knowing that he was the one for her. If only she could see that. Orihime refused to see it that way, she sang with her eyes closed visioning her final goal in her mind. Orihime didn't see it that way that Ishida did, she sang for her own happiness, her own longing, for her own love.

_Don't turn away _

_I need to say: you are the one who leaves me breathless_

_Don't run away, I wanna stay _

_As long as I can be with you _

_Now_ _I know I never meant to break your promise _

_I never meant to say goodbye _

_Don't turn away I wanna stay _

_As long as I can be with you_

_Don't turn away _

_I need to say: you are the one who leaves me breathless_

_Don't run away, I wanna stay _

_You're the one that leaves me breathless._

The song abruptly ended with a final beat, but the dream like state that Orihime had sent her friends into stayed for several minutes more. They all sat in silence, Orihime taking deep breaths from the oxygen demanding task that she just performed. Ishida was the only one aware of where he was, and who was looking at. She was gorgeous, her beautiful long orange hair dowsing her body, the delicate facial features tensing and relaxing as she took her breaths.

Soon, the others came around, looking in a conscious awe of Orihime.

"Oh my GOD, Hime! I didn't know you could sing like _that!_" Tatsuki cried out

"You were spectacular!" through in Matsumoto

The praise just kept coming, from several people, all at once. Admiring Orihime's vocals, but missing her message entirely. But, studying Orihime, Ishida knew that she took the risk of singing this song knowing that no one else would understand what she was trying to say.

She laughed sheepishly at all the praise, scratching the back of her head. "Yeah? I wasn't that terrible?"

Ichigo seemed to have silence the room for his reply. "You were fantastic Inoue; I had no idea how talented you were." He said with a warm grind and continued on with more words of praise…

But for some odd reason, Orihime wasn't looking at the strawberry head; in fact Orihime didn't hear anything Ichigo had said to her. Her eyes wandered over to Ishida. He only smiled, a small smile, happy to have held her attention just for a little bit. Time had seemed to stand still for the spell of moments she and Ishida shared, their eyes locked onto each other. All she heard him say was:

"You left me breathless."

* * *

**~Fin~**

* * *

Whew! There we go! I got it done! Horay!

I really hope that you all enjoyed it! I know the longing and yearning of Ishida is pretty out of character, but I think I kept a good portion of his stoic-ness in the story till he finally snapped (emotionally) and just gushed. I wanted the lyrics to this song to not only reflect Hime's feelings for Ichigo, but also mirror everything that Ishida was also feeling. It was difficult to take the song and cut it into two different pieces that flowed together. Luckily I was able to take the top half of the song (/story) and make it really an Orihime piece, where we were able to look into her own emotions. I somehow managed to take the bottom half the song (/story) and turn it into an Ishida section, how I did this…don't ask, I just did. Haha. I particularly happy about this ending! When I started writing this, I was seriously at a loss as to HOW I was going to end this. Exactly how was I going come up with an ending for HimexUryu fans it took some time to conjure up, but I knew what I wanted the final line of the story to be! So I had to build the ending around that.

I apologize for grammatical error and spelling errors, I really just wanted to get this written and posted so I don't have cleaned up copy for you all to read. Oh and before everyone bugs me about the song…

Breathless by Cascada.

Regardless! I hope that you all enjoyed the story, review if you wish. And now I need to get back to Midnight or else to lemon go-ers are going to have my head on a platter for not updating soon enough…

_-Scarlette_

"_All our dreams can come true, if we have the courage to pursue them".__- Walt Disney_


End file.
